UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series A Preferred Stock | 11/17/2014 | (2) | Common Stock | 1,000,000 | $ 2 | I | By Isaac Capital Group LLC (1) |
Call Option (right to buy) | 11/17/2014 | 10/20/2019 | Series A Preferred Stock | 600,000 (3) | $ 5 | I | By Isaac Capital Group LLC (1) |
Warrant | 11/17/2014 | 11/17/2019 | Common Stock | 1,000,000 | $ 2.5 | I | By Isaac Capital Group LLC (1) |
Call Option (right to buy) | 11/17/2014 | 10/20/2019 | Warrants | (3) | $ (3) | I | By Isaac Capital Group LLC (1) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Isaac Jon C/O ISAAC CAPITAL GROUP LLC 3525 DEL MAR HEIGHTS ROAD, SUITE 765 SAN DIEGO, CA 92103 |
X | X | ||
Isaac Capital Group, LLC 501 W. BROADWAY, #A212 SAN DIEGO, CA 92101 |
X |
Jon Isaac | 11/19/2014 | |
**Signature of Reporting Person | Date | |
Jon Isaac, as managing member | 11/19/2014 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | This statement is joinly filed by and on behalf of each of Isaac Capital Group LLC ("Isaac Capital") and Jon Isaac. Jon Isaac owns 100% of the membership interest of Isaac Capital. |
(2) | The Series A Preferred Stock is convertible into common stock of the Issuer at any time. |
(3) | The Reporting Person is a party to a preferred stock purchase agreement dated October 20, 2014 under which the Reporting Person has the right to purchase, at the request of the Reporting Person or the Issuer, (i) up to 600,000 additional shares of Series A Preferred Stock for $5 per share and (ii) warrants to purchase such number of shares of common stock into which the Series A Preferred Stock may be converted on the date of such issuance. |